May 23, 2018


Via E-mail
Christopher Reeg
Chief Executive Officer
Fuse Medical, Inc.
1565 North Central Expressway, Suite 220
Richardson, TX 75080

       Re:    Fuse Medical, Inc.
              Form 10-K for Fiscal Year Ended December 31, 2017
              Response dated May 10, 2018
              File No. 000-10093

Dear Mr. Reeg:

        We have reviewed your May 10, 2018 response to our comment letter and
have the
following comments. In some of our comments, we may ask you to provide us with
information
so we may better understand your disclosure.

       Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.
Unless we note otherwise, our references to prior comments are to comments in
our April 27,
2018 letter.

Form 10-K for Fiscal Year Ended December 31, 2017
Item 9A. Controls and Procedures, page 25

   1. We read your responses to comments 1 and 2, and note that you state you
cannot reach a
      conclusion at this time. We further note that in the Form 10-Q filed on
May 15, 2018,
      you were able to conclude your controls were not effective as of March
31, 2018.
      Considering that you were able to reach a conclusion as of March 31,
2018, please revise
      to provide your conclusion as to the effectiveness of both your
disclosure controls and
      your internal control over financial reporting as of December 31, 2017.

Changes in Internal Control of Financial Reporting, page 25

   2. We read your response to comment 3. Please disclose the changes noted in
your response
      in your amended filing.
 Christopher Reeg
Fuse Medical, Inc.
May 23, 2018
Page 2


Note 3. Acquisition, page F-13

    3. We read your response to comments 4 and 8 and note that you consider the
transaction to
       be between entities under common control even though neither party
obtained majority
       control in an individual capacity. The voting agreement that you cite as
       contemporaneous written evidence of common control appears to bind or
require NC 143
       and RMI, or Mr. Reeg and Mr. Brooks, to vote in concert only on the
limited matters
       specified in the voting agreement. Please explain how you determined
that NC 143 and
       RMI are required to vote in concert on all significant issues with
regard to Fuse Medical,
       Inc. Alternatively, please revise your accounting treatment with respect
to the merger
       transaction.

    4. We read your response to comment 6 and note your analysis of why you do
not believe
       the earn-out arrangement represents compensation pursuant to the
guidance in the ASC
       805-10-55-25(a),(c),(f) and (g). Please also tell us how you considered
the guidance of
       ASC 805-10-55-25(b), (d), (e) and (h) in your determination that the
earn-out
       arrangement did not represent a compensatory or profit sharing
arrangement. Please also
       explain in further detail how you considered the guidance in ASC
805-10-55-25(g) in
       determining that the earn-out arrangement was not a profit sharing
arrangement. Your
       response should specifically address whether the earn-out payment is
based on a multiple
       or percentage of the Company's future earnings and how you considered
this factor in
       your evaluation of the accounting treatment.

       You may contact Blaise Rhodes at (202) 551-3774 or Linda Cvrkel at (202)
551-3813
with any questions.


                                                            Sincerely,

                                                            /s/ Rufus Decker

                                                            Rufus Decker
                                                            Accounting Branch
Chief
                                                            Office of
Beverages, Apparel and
                                                            Mining